- 13. Cash and cash equivalents
- 14. Trade accounts receivable
- 15. Inventories
- 16. Other current and non-current assets
- 17. Property, plant and equipment
- 18. Goodwill and other intangible assets
- 19. Other accrued expenses
- 20. Other liabilities
- 21. Debt and capital lease obligations
- 22. Senior Notes
- 23. Mandatory Exchangeable Bonds
- 24. Trust preferred securities
- 25. Pensions and similar obligations
- 26. Noncontrolling interest
- 27. Fresenius SE shareholders’ equity
- 28. Other comprehensive income (loss)
18. Goodwill and other intangible assets
As of December 31, the acquisition cost and accumulated amortization of intangible assets consisted of the following:
Acquisition cost
in million € | As of January 1, 2009 |
Foreign currency translation |
Changes in entities consolidated |
Additions | Reclassifi- cations |
Disposals | As of December 31, 2009 |
---|---|---|---|---|---|---|---|
Goodwill | 10,383 | - 252 | 220 | 5 | – | 0 | 10,356 |
Patents, product and distribution rights | 540 | - 14 | – | 12 | 1 | 1 | 538 |
Tradenames | 166 | - 5 | 0 | – | – | – | 161 |
Management contracts | 158 | - 5 | 0 | 0 | – | 0 | 153 |
Technology | 71 | - 2 | 0 | 0 | 0 | 0 | 69 |
Non-compete agreements | 158 | - 5 | 3 | 1 | 0 | 0 | 157 |
Other | 361 | - 4 | 11 | 54 | 6 | 5 | 423 |
Goodwill and other intangible assets | 11,837 | - 287 | 234 | 72 | 7 | 6 | 11,857 |
Amortization
in million € | As of January 1, 2009 |
Foreign currency translation |
Changes in entities consolidated |
Additions | Reclassifi- cations |
Disposals | As of December 31, 2009 |
---|---|---|---|---|---|---|---|
Goodwill | 4 | 0 | - 4 | 0 | 0 | 0 | 0 |
Patents, product and distribution rights | 54 | - 1 | – | 41 | – | 1 | 93 |
Tradenames | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Management contracts | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Technology | 8 | 0 | 0 | 4 | 0 | 0 | 12 |
Non-compete agreements | 102 | - 4 | 0 | 11 | – | 0 | 109 |
Other | 212 | - 2 | – | 31 | – | 7 | 234 |
Goodwill and other intangible assets | 380 | - 7 | - 4 | 87 | – | 8 | 448 |
Acquisition cost
in million € | As of January 1, 2008 |
Foreign currency translation |
Changes in entities consolidated |
Additions | Reclassifi- cations |
Disposals | As of December 31, 2008 |
---|---|---|---|---|---|---|---|
Goodwill | 7,098 | 166 | 3,079 | 50 | 8 | 18 | 10,383 |
Patents, product and distribution rights | 64 | - 15 | 403 | 89 | – | 1 | 540 |
Tradenames | 168 | 7 | 1 | – | - 9 | 1 | 166 |
Management contracts | 149 | 9 | 0 | 0 | 0 | 0 | 158 |
Technology | 68 | 3 | 0 | 0 | 0 | 0 | 71 |
Non-compete agreements | 144 | 9 | 5 | – | 0 | 0 | 158 |
Other | 283 | 0 | 11 | 29 | 42 | 4 | 361 |
Goodwill and other intangible assets | 7,974 | 179 | 3,499 | 168 | 41 | 24 | 11,837 |
Amortization
in million € | As of January 1, 2008 |
Foreign currency translation |
Changes in entities consolidated |
Additions | Reclassifi- cations |
Disposals | As of December 31, 2008 |
---|---|---|---|---|---|---|---|
Goodwill | 4 | 0 | 0 | 0 | 0 | 0 | 4 |
Patents, product and distribution rights | 39 | – | – | 15 | 0 | 0 | 54 |
Tradenames | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Management contracts | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Technology | 3 | – | 0 | 5 | 0 | 0 | 8 |
Non-compete agreements | 88 | 4 | 0 | 10 | 0 | 0 | 102 |
Other | 200 | - 6 | 1 | 23 | – | 6 | 212 |
Goodwill and other intangible assets | 334 | - 2 | 1 | 53 | – | 6 | 380 |
Carrying amounts
in million € | December 31, 2009 |
December 31, 2008 |
---|---|---|
Goodwill | 10,356 | 10,379 |
Patents, product and distribution rights | 445 | 486 |
Tradenames | 161 | 166 |
Management contracts | 153 | 158 |
Technology | 57 | 63 |
Non-compete agreements | 48 | 56 |
Other | 189 | 149 |
Goodwill and other intangible assets | 11,409 | 11,457 |
The split of intangible assets into amortizable and non-amortizable intangible assets is shown in the following table:
Amortizable intangible assets
December 31, 2009 | December 31, 2008 | |||||
---|---|---|---|---|---|---|
in million € | Acquisition cost |
Accumulated amortization |
Carrying amount |
Acquisition cost |
Accumulated amortization |
Carrying amount |
Patents, product and distribution rights | 538 | 93 | 445 | 540 | 54 | 486 |
Technology | 69 | 12 | 57 | 71 | 8 | 63 |
Non-compete agreements | 157 | 109 | 48 | 158 | 102 | 56 |
Other | 423 | 234 | 189 | 361 | 212 | 149 |
Total | 1,187 | 448 | 739 | 1,130 | 376 | 754 |
Non-amortizable intangible assets
December 31, 2009 | December 31, 2008 | |||||
---|---|---|---|---|---|---|
in million € | Acquisition cost |
Accumulated amortization |
Carrying amount |
Acquisition cost |
Accumulated amortization |
Carrying amount |
Tradenames | 161 | 0 | 161 | 166 | 0 | 166 |
Management contracts | 153 | 0 | 153 | 158 | 0 | 158 |
Goodwill | 10,356 | 0 | 10,356 | 10,383 | 4 | 10,379 |
Total | 10,670 | 0 | 10,670 | 10,707 | 4 | 10,703 |
Amortization on intangible assets amounted to € 87 million and € 53 million for the years 2009 and 2008, respectively. It is allocated within cost of sales, selling, general and administrative expenses and research and development expenses, depending upon the area in which the asset is used.
Estimated regular amortization expenses of intangible assets for the next five years are shown in the following table:
in million € | 2010 | 2011 | 2012 | 2013 | 2014 |
---|---|---|---|---|---|
Estimated amortization expenses | 86 | 82 | 79 | 74 | 71 |
The carrying amount of goodwill has developed as follows:
in million € | Fresenius Medical Care |
Fresenius Kabi |
Fresenius Helios |
Fresenius Vamed |
Corporate / Other |
Total |
---|---|---|---|---|---|---|
Carrying amount as of January 1, 2008 | 4,923 | 598 | 1,534 | 34 | 5 | 7,094 |
Additions | 65 | 3,014 | 40 | 10 | 0 | 3,129 |
Disposals | 0 | - 9 | - 9 | 0 | 0 | - 18 |
Reclassifications | 8 | 0 | 0 | 0 | 0 | 8 |
Foreign currency translation | 257 | - 92 | 0 | 0 | 1 | 166 |
Carrying amount as of December 31, 2008 | 5,253 | 3,511 | 1,565 | 44 | 6 | 10,379 |
Additions | 125 | 43 | 61 | 0 | 0 | 229 |
Foreign currency translation | - 164 | - 88 | 0 | 0 | 0 | - 252 |
Carrying amount as of December 31, 2009 | 5,214 | 3,466 | 1,626 | 44 | 6 | 10,356 |
License and Distribution Agreements
In July 2008, Fresenius Medical Care entered into two separate licence and distribution agreements, one for the US (the US Agreement) and one for certain countries in Europe and the Middle East (the International Agreement), to market and distribute Galenica Ltd.’s and Luitpold Pharmaceuticals, Inc.’s intravenous iron products, such as Venofer® and Ferinject® for dialysis treatment. In North America, the license agreement among Fresenius Medical Care’s subsidiary, FUSA Manufacturing, Inc. (FMI), Luitpold Pharmaceuticals, Inc., American Regent, Inc. and Vifor (International), Inc. provides FMI with exclusive rights to manufacture and distribute Venofer® to freestanding (non-hospital based) US dialysis facilities. In addition, it grants FMI similar rights for Injectafer® (ferric carboxymaltose), a proposed new intravenous iron medication currently under clinical study in the US. The US license agreement has a term of ten years, includes FMI extension options, and requires payment by FMI over the ten year term of approximately US$ 2 billion, which Fresenius Medical Care will expense as incurred (based upon the annual estimated units of sale of the licensed product), subject to certain early termination provisions.
In addition to these payments, Fresenius Medical Care will pay a total of approximately US$ 47 million over a four year period for the US Agreement. Thereof in 2009 and 2008 payments were made in an amount of US$ 6 million (€ 4 million) and US$ 22 million (€ 15 million), respectively. Fresenius Medical Care recorded a liability for the balance. The cost of the US Agreement and related transaction costs of US$ 6 million will be amortized over their 10-year expected useful life (based upon the annual estimated units of sale of the licensed product). Fresenius Medical Care paid US$ 15 million (€ 10 million) upon signing of the International Agreement in 2008 and could pay up to € 40 million more upon certain milestones being met. The International Agreement costs will be amortized over their expected 20-year useful life. Milestone payments will be capitalized and amortized over their useful lives at the time the milestone payments are made, of which € 15 million of milestone payments was paid in 2009.
17. Property, plant and equipment
19. Other accrued expenses